No traditional film cameras -- only a smartphone.
No previous experience making movies.
How did "Olive" co-directors and co-writers Hooman Khalili (left) and Pat Gilles make a feature film under these circumstances?
Moreover, how did they rope in Gena Rowlands, raise thousands of dollars in funding thanks in part to a former Facebook executive -- and get Oscar to take notice of the film?
"Olive," the first feature film to be shot entirely with a smartphone, has already had two limited runs in L.A.-area arthouse theaters; a song from the movie is on the short-list for an Academy Award.
"It's the ultimate Cinderella story," Khalili told TheWrap. "So far, it's been a miracle."
"Olive" is a family-friendly, PG-rated movie about a young girl (played by Ruby Alexander) who visits three troubled adults and, without speaking, transforms their lives.
Some might consider the movie to be a gimmick; with a production budget of $430,000, Drake Doremus could've shot two movies. But whatever the case, there's no doubt that the project was a labor of love.
Khalili -- who is a morning-radio personality in San Francisco -- began work on "Olive" with Gilles in January 2010, and they spent the ensuing 15 months trying to get funding.
Khalili decided from the get-go that he would use the Nokia N8 to make the film; unlike other smartphones, high-resolution footage taken with the Nokia device don't break up or pixellate when it is enlarged.
(While "Olive" is the first feature film to be made with a smartphone, "Oldboy" director Park Chan-wook used the iPhone to shoot his 30-minute movie from 2011, "Paranmanjang.")
Having settled on the Nokia phone for the shooting of "Olive," Khalili approached representatives for the company, pleading his case that the movie would help promote the smartphone.
"The movie says, 'This is what you can do with our smartphone -- you can create something beautiful,' " Khalili said.
But his efforts proved fruitless, as Khalili wasn't able to provide estimates on what Nokia's returns would be were the company to invest in the film.
After he was turned down by Nokia, Khalili approached Chris Kelly, the former chief privacy officer of Facebook. In 2010, Khalili supported Kelly during his failed run for California attorney general.
"I said, 'That's a great idea, but the story's got to work too,'" said Kelly, who has executive-produced documentaries including 2011's "The Power of Two" and "Jiro Dreams of Sushi." "So we looked through the script, and it looked fantastic. We deliberately wanted people to say at the end, 'I completely forget that movie was shot on a cellphone.' "
Along with additional funding from San Francisco businessman Bill O'Keefe, Khalili was able to cover the costs of the film -- which were substantial, due in part to casting expenses. Kelly and O'Keefe are credited as the executive producers of "Olive."
With help from casting director Robin Lippin, Khalili was able to snag Rowlands, who enjoyed the script, he said.
Finally, in April 2011, preproduction began. The 90-minute film was shot over the course of five weeks in Northern California and edited in nine days.
As one would expect with a movie being shot with a smartphone, the production was not without hiccups. Khalili had to do some improvising with his Nokia N8, which he bought for about $400. He hacked into the smartphone to turn off the autofocus and autozoom.
And Gilles dismantled a vintage 1940s camera with a 35mm lens so that he and Khalili could use the eyepiece to look at what the smartphone was recording; the eyepiece gave them a better idea of what they were shooting. To block the light, they wore hoods over their heads.
Khalili and Gilles -- who only used one filming unit for the shoot -- shot each scene long, medium and close. For close shots, they used traditional equipment including a jib arm and slider dollies. Gilles customized the equipment for the smartphone.
"Thank God my co-director is a badass," Khalili said.
Khalili and Gilles often had to rely upon each other for help, as they were one-sixth of the movie's barebones crew of 12.
"Our lighting guy was our DP. Our location scout doubled as the set designer," Khalili said.
As for himself, "I've been working 15-hour days and wearing 25 hats -- from doing all of the PR to dealing with the MPAA and casting and accounting."
Watch this video to learn more about the "Olive" filming process:
Khalili has also been handling most of the marketing efforts for "Olive." Beyond posting relentlessly on Facebook, he launched a Kickstarter campaign to raise money for the movie's promotional efforts. While the campaign failed, it drew the attention of mainstream media outlets including "CBS Evening News" -- so the movie wound up getting a promotional push anyway.
Khalili is hoping for one more major boost: that Ben Lear's "Imaginary Friends," which is featured in the film, is nominated for an Academy Award in the Best Original Song category. At present, the song by Lear -- the son of Norman Lear -- is among 39 songs on the short list. On Thursday, academy members are convening to listen to the songs that are in the running.
"If I can get this Oscar nod, then I think this movie will start to have a life of its own. I'll finally be able to give it to a distributor and studio, and let them take the ball," Khalili said, joking that the Nokia N8 will likely be outdated by the time the movie gets wide distribution.
In order to make the cut for Oscar consideration, Khalili secured a weeklong Oscar qualifying screening at the Laemmle Fallbrook 7 in West Hills, north of L.A. After numerous phone calls and Facebook posts, he crossed paths with a theater operator who is a fan of Rowlands; the directors spent roughly $2,000 to rent the theater for one week.
The movie also showed for a week at the Nuart Theater in Los Angeles over the holidays, but there are no additional plans for theatrical distribution.
"In Hollywood, the way they like independent films to work is you go to one festival, then another, get a buyer, do a short theater run, position yourself for all the awards show and then the crown jewel, the Oscars," Khalili said.
"I didn't do any of that," he added. "I just made a movie, did a one-week qualifying run -- and 'Olive' went straight to the Academy Awards."
Kelly, on the other hand, said wider distribution is not contingent upon an Oscar nomination.
"It would obviously help, but the movie stands on its own," he said, adding that plans for home distribution have not been finalized.
If "Olive" winds up getting wide theatrical distribution, Khalili says he'll do another movie immediately. But if it doesn't, Khalili isn't sure he'll take on another project.
"This has been a monumental task," he said. "I'm exhausted."